Financial Performance - Revenue for FY2023 was HK335,880,000 in FY2022, representing a growth of 0.04%[14] - Gross profit for FY2023 was HK189,130,000 in FY2022, indicating a growth of 5.8%[14] - Operating loss for FY2023 was HK19,205,000 in FY2022[14] - Net loss for FY2023 was HK30,472,000 in FY2022, showing a reduction in losses by 50.5%[14] - Total assets as of FY2023 were HK872,309,000 in FY2022[14] - Return on Equity (ROE) for FY2023 was -2.6%, an improvement from -5.1% in FY2022[14] - Return on Assets (ROA) for FY2023 was -1.7%, compared to -3.5% in FY2022, indicating better asset utilization[14] Dividends and Share Options - The company did not declare any dividends for FY2023, consistent with FY2022[14] - As of December 31, 2023, the Company had no share options granted, cancelled, or lapsed under the share option scheme[36] - The maximum number of shares available for grant under the share award schemes for the year ended December 31, 2023, was 60,006,027 shares[40] - No share awards were granted under the Share Award Schemes during the year ended December 31, 2023[41] - The share option scheme expired on May 12, 2021, and no new options have been issued since then[36] - The Company has adopted two share award schemes aimed at recognizing contributions and retaining key senior management[39] - The aggregate number of shares awarded under the share award schemes cannot exceed 10% of the relevant class of shares[39] - The aggregate number of new shares awarded under the scheme cannot exceed 3% of the issued share capital as of the Adoption Date[39] Employee and Compensation - As of December 31, 2023, the company employed a total of 479 employees, with 342 in mainland China, 119 in Taiwan, and 18 in other regions[57] - The total compensation for 2023 (excluding director remuneration) was approximately HKD 105,200,000, a decrease from HKD 124,700,000 in 2022[57] Corporate Governance - The company emphasizes strong corporate governance as a foundation for maximizing long-term returns to stakeholders[62] - The Audit Committee did not have any differing views from the Board regarding the selection and re-appointment of external auditors[100] - The company aims to continually review and enhance its corporate governance practices in line with local and international best practices[63] - Compliance manuals were provided to all Directors and senior management to ensure adherence to listing obligations[109] - The majority of the Audit Committee members are Independent Non-executive Directors, ensuring appropriate oversight[125] - New Directors receive comprehensive orientation training to understand their responsibilities and regulatory requirements[109] - The Company Secretary is responsible for keeping all Directors updated on Listing Rules and statutory requirements[109] Risk Management - The Internal Audit Department was established in early 2016 to enhance risk management and internal control systems, performing independent reviews of their adequacy and effectiveness[138] - The Company has developed various risk management procedures and guidelines for key business processes, including project management and financial reporting[134] - The Company conducts annual self-assessments to confirm compliance with control policies across all departments[139] - Management confirmed the effectiveness of the risk management and internal control systems to the Board and Audit Committee for the year ending December 31, 2023[170] - The Board is responsible for evaluating risks associated with achieving strategic objectives and maintaining effective risk management systems[164] Strategic Initiatives - The company aims to enhance its product offerings and expand its market presence in the coming years[18] - Future strategies include focusing on employee and customer engagement to foster brand loyalty and appreciation[18] - The company plans to launch an innovative "compound store" model in 2024, which will include new product offerings in beauty, health food, and high-end daily necessities, aimed at enhancing income amidst slow economic recovery[60] Shareholder Communication - The Company maintains an ongoing dialogue with shareholders through a dedicated Investor Relations section on its website[159] - The Company ensures clear communication with shareholders through various channels, including annual and interim reports[190] Board and Committee Activities - The Board of Directors met six times in 2023, exceeding the minimum requirement of four meetings per year[70] - The Nomination Committee held four meetings in 2023 to review the Board Diversity Policy and assess the independence of Independent Non-executive Directors[111] - The Audit Committee conducted six meetings in 2023, reviewing annual results for the year ended December 31, 2022, and interim results for the six months ended June 30, 2023[129] - The Remuneration Committee held two meetings during the year ended December 31, 2023, and reviewed proposed bonus awards for all employees and senior management[1] - The remuneration paid to the Group's auditors for audit services amounted to HK200,000[147] Securities Transactions - The Company did not purchase, sell, or redeem any of its listed securities during the year ended December 31, 2023[43] - No purchases, sales, or redemptions of the Company's listed securities were made by the Company or its subsidiaries during the year[47]
自然美(00157) - 2023 - 年度财报